Memorandum of Understanding

This  Memorandum of Understanding (“MOU”/”Agreement”) is made between Bottleneck Medical Distant Services (“Service Provider”), located at 2348 E. Seminole St., Springfield, MO 65804, and Client (“Subscriber”).

The party who will be performing and completing all tasks shall be referred to as the Medical Distant Assistant (“MDA”). The party providing the MDA service will be referred to as the Service Provider (“BMDS”) The Client is the entity hiring BMDS to complete all tasks through the services of an MDA in a timely and professional manner.



Upon the start date of MDA work, BMDS will provide any needed assistance between Client and MDA (collectively, the “Services”):

TASKS: As agreed to verbally in the Consultation Call with Bottleneck Medical Distant Services.


The Services provided under this Agreement shall be performed at MDA’s place of business. (i.e. Home Office, etc.)


MDA will generally be reporting for work  on days and hours agreed upon by Client and BMDS.


PTO is not a requirement of Client.

The Paid Time Off (“PTO”) Policy is to provide BMDS MDA’s with flexible paid time off from work to be used for vacation, personal or family illness, doctor appointments, school, volunteerism, and other activities of the MDA’s choice. BMDS’ goal is to reduce unscheduled absences and the need for supervisory oversight. 

MDA’s are awarded 5 days of PTO each year after 60 consecutive days of service. BMDS uses the following Holiday Calendar based upon US Central Time Zone as a suggested schedule:

Suggested Paid Holiday Calendar

New Year’s Day - January 1

Maundy Thursday - Thursday before Easter

Good Friday - Friday before Easter

Memorial Day - Last Monday of May

US Independence Day - July 4

Labor Day - First Monday of September

All Saints Day - November 1

All Souls Day - November 2

Thanksgiving Day - 4th Thursday of November

Black Friday - Friday after Thanksgiving

Christmas Eve - December 24

Christmas Day - December 25

New Year’s Eve - December 31

If the holiday falls on a Saturday, the observance will fall on Friday before. If the holiday falls on a Sunday, the observance will fall on Monday after.

Client may use BMDS’s suggested schedule or any variation thereof consistent with their internal schedule. Client will provide written notification within 30 days of the observed holiday to be eligible for refund of the daily subscription amount if they do not follow the Suggested Paid Holiday Calendar as listed above.*

PTO taken in excess of the PTO vacation policy can result in progressive disciplinary action up to and including MDA termination. This time off will be unpaid. The only exception must be granted by the Client.

*A check will be mailed to the address on file unless otherwise noted in the written notification.


Client agrees to pay compensation for Services based on their selected Subscription Plan (“Subscription Plans”). BMDS reserves the right to modify the payment structure anytime. 

The recurring/Subscription plan will be automatically deducted from Client’s payment source each month.

BMDS must receive the initial subscription payment before 3pm CT, 1 business day prior to start date.

BMDS directly pays all MDA’s.

In the event of a payment failure, Client will be notified via email, to update their payment information. Should the payment remain outstanding, a $40 late fee will be incurred, and a reminder email will be sent to prompt payment. If the payment remains unresolved after 7 days, an additional $100 late fee will be applied, totaling $140. Failure to receive payment within 7 days will result in notification to the MDA, leading to a halt in work until payment is received. We encourage open communication and invite Clients to contact our billing team at for payment-related concerns or our support team at for technical assistance. See notification process as follows:

Initial Notification:

An email notification will be sent immediately upon detection of a failed payment. The email will be sent to the Client's registered email address and will include details of the failed transaction. The email will advise the Client to review their payment information and take necessary steps to rectify the issue.

Late Fee Assessment:

$40 Late Fee (if unpaid for 5 days):

If the payment remains unpaid for 5 days following the initial notification, a late fee of $40 will be assessed and added to the outstanding amount. A reminder email will be sent to the Client, informing them of the late fee and urging them to settle the payment promptly to avoid further penalties.

Total of $140 Late Fee (if unpaid for 7 days):

If the payment remains unpaid for 7 days after the initial notification, an additional late fee of $100 will be added to the outstanding amount, bringing the total late fee to $140. The Client will be notified via email of the total late fee and the urgency of settling the payment to prevent further escalation.

Notification to Medical Distant Assistant  (MDA):

No Payment Received after 7 Days:

If the payment remains unpaid for 7 days following the initial notification, the (MDA) will be notified. The MDA will be informed of the situation and advised that work will be halted until the outstanding payment is resolved. This notification will serve as a last resort to prompt immediate action from the Client.

Communication Channels:

Open Communication:

We encourage open communication throughout the payment resolution process.

Clients are welcome to reach out to our dedicated billing team via email at for any payment-related queries or concerns. Additionally, our support team can be contacted at for assistance with technical or account-related issues.

BMDS will send the Client a Subscription Gap Invoice for any days unpaid. Once payment is received, MDA may continue work for Client. If Client incurs 3 declined payments, necessitating a Subscription Gap Invoice, an additional $25 processing fee will apply.

Bonuses may be provided to MDA at Client’s discretion. Bottleneck Medical Distant Services traditionally receive a “Year End Bonus" in December. The amount is at Client's discretion. The recommended amount for the bonus is $600 for part-time and $1,000 for full-time MDA’s. BMDS will invoice Clients and provide the entire amount to MDA less a $25 service fee. Additional transaction fees or costs will be deducted from the MDA bonus, usually 3-4%.

Raise is given to the MDA by the Client based on performance, KPI’s, and Cost of Living (COLI). The Client has the right to give raise whenever they want. An increase in MDA compensation shall be based on the amount the Client is willing to pay. E.g., If the Client is willing to pay for an additional 10% of the subscription, the entire amount will be given to their MDA. MDA, which has been in service for a year or more, and has not received any raise, re-subscription, or bonuses, is entitled to a raise based on Cost of Living Increase (COLI) %- of consumer inflation rate report. The Client who has given a raise in the previous year is not required to give an additional raise for the next Even COLI year.


The Subscription-based or Recurring MOU continues on a month-to-month basis.

If any part of the subscription is unused, a transaction fee of 2.9% of the balance plus a one-time $0.30 per transaction fee will be deducted for transaction fees. These fees are set by third party vendors.

BMDS recommends Clients and MDA’s to provide a minimum of 2-weeks notice upon termination or resignation, but it is NOT required.


MDA shall not directly or indirectly disclose to any person other than a representative of MDA at any time either during the term of this agreement or following the termination of or expiration thereof, any confidential or proprietary information pertaining to MDA, including but not limited to Client lists, contacts, financial data, sales data, supply sources, business opportunities or developing business, plans and models or trade secrets.

Furthermore, MDA agrees that during the term of this MOU and for a period of two (2) years following the termination of this agreement, MDA shall not directly or indirectly solicit or attempt to solicit any customers or suppliers of Client other than on behalf of Client.

MDA agrees that during the term of this agreement, which will remain in effect until such time as this agreement is formally terminated, as outlined in Section 6 herein, and for a period of two (2) years thereafter, Client shall not directly or indirectly solicit or attempt to solicit MDA identified herein to hire, contract or employ without consent of BMDS.


It is understood by the parties that MDA is a Service Provider and not an employee, agent, or contractor of Client. Client acknowledges that the “MOU'' is an Agreement with BMDS as a fully operational subscription service. Client will not provide fringe benefits including, but not limited to, health insurance or any other employee benefits for the benefit of MDA. Client will not hire, recruit or solicit MDA after the termination of this agreement without prior written consent from BMDS.

Any bonuses or other financial-related transactions will always be paid to BMDS wherein BMDS will pay MDA directly.

Client will not discuss any financial, bonus or schedule-related items with MDA without first speaking with BMDS. BMDS will handle all non-task related communication with MDA so Client and MDA can focus on the tasks at hand.


Any works copyrighted, ideas, discoveries, inventions, patents, products, or other information (collectively the “Work Product”) developed in whole or in part by MDA in connection with the Services shall be the exclusive property of Client. Upon request, MDA shall sign any and all documentation necessary to confirm or perfect the exclusive ownership of Client the Work Product.


MDA will not be liable for any loss, damage or delay of the Client project due to circumstances beyond MDA’s control. Circumstances may include but are not limited to acts of God, public unrest, power outages, and inability to contact MDA. In the event of such loss, damage or delay, MDA will make every effort to notify Client and BMDS immediately.


MDA WILL NOT AT ANY TIME or in any manner, either directly or indirectly, use for the personal benefit of MDA, divulge, disclose or communicate in any manner any information that is proprietary or confidential to Client. MDA will protect such information and treat it as strictly confidential. This provision shall continue to be effective after the termination of this agreement.

Upon termination of this agreement, MDA will return to Client all records, notes, documentation and other items that were used, created or controlled by MDA during the term of this agreement with the exception of items purchased by Client and not reimbursed by BMDS. MDA WILL NOT AT ANY TIME discuss payment terms, ask for gifts, technology or anything else related to their rate of pay with Client.


If any provision of this agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this MOU is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.

Terms of Service will be updated as needed.

*Any 60-Day deliverables will be provided once Client has completed the initial 60-Days with Bottleneck Medical Distant Services.